Customers, Vendors and Suppliers. None of the customers of the Company and the Subsidiaries or vendors or suppliers of merchandise or supplies to the Company and the Subsidiaries has canceled or otherwise terminated or made any threat to cancel or otherwise terminate its relationship with the Company or any Subsidiary, nor has any such customer, vendor or supplier indicated an intent or desire to materially decrease its sales volume or purchase volume, as the case may be, with the Company or any Subsidiary, except where any such cancellation, termination, threat to cancel or terminate or intent or desire to decrease its sales volume or purchase volume would not have a Material Adverse Effect.
Customers, Vendors and Suppliers. To the Knowledge of the S&R Parties, there is no present intent of any customer, vendor or supplier of the Contributed Business to discontinue or substantially alter its relationship as such with the Contributed Business or USAC upon consummation of the Transaction.
Customers, Vendors and Suppliers. Section 4.17 of the Company Disclosure Schedule sets forth as of the date of this Agreement the customers and suppliers the loss of which would which could be expected to result in a Company Material Adverse Effect (a “Material Customer” and “Material Supplier”). To the knowledge of the Company as of the date of this Agreement, there is no present intent, and the Company has not received written notice that, any Material Customer or Material Supplier will discontinue or materially alter its relationship with the Company.
Customers, Vendors and Suppliers. There is no actual or, to the Knowledge of the Seller, threatened termination, cancellation, limitation or any modification or change in business relationship of the Seller with any customer or group of customers of the Business. Within the six-month period prior to the date hereof, the Seller has not received any notice from any vendor or supplier of an item material to the Business that such vendor or supplier will not continue to make deliveries on the same price, quality and delivery terms and conditions consistent with past practices of such vendor or supplier. Schedule 4.1(t) sets forth the name of each vendor and other supplier who is engaged in performing work in connection with the Business as of the date hereof, together in each case with the amount due to such vendor or supplier upon completion of such work. There are no claims against the Seller to return merchandise by reason of alleged over-shipments, defective merchandise or otherwise in excess of $5,000 in the aggregate and, to the Knowledge of the Seller, there is no basis for any such claims. There is no merchandise in the hands of customers under an understanding that such merchandise would be returned other than pursuant to the Seller’s customary returns and refunds policy, a copy of which is attached hereto as Schedule 4.1(t).
Customers, Vendors and Suppliers. Section 4.22 of the Seller Disclosure Schedule sets forth a complete and accurate list, as of January 2, 2010, of all Significant Customers and Significant Vendors/Suppliers in the United States, Canada and the United Kingdom. “Significant Customers” are the twenty customers that have purchased the most, in terms of dollar value, products or services sold by the Business during the year ended January 2, 2010. “Significant Vendors/Suppliers” are the twenty vendors and/or suppliers that have sold the most, in terms of dollar value, products or services to the Business during the year ended January 2, 2010. Except as set forth on Section 4.22 of the Seller Disclosure Schedule, true, correct and complete copies of all Contracts (other than purchase orders) with Significant Customers and Significant Vendors/Suppliers have been provided or made available to the Purchaser. No Significant Customer or Significant Vendor/Supplier has given any Seller or International Subsidiary notice terminating, canceling or materially reducing, or threatening to terminate, cancel or materially reduce, any Contract or relationship with Seller or International Subsidiary. No Significant Customer (i) has notified any Seller or International Subsidiary that the same no longer meets such Significant Customer’s quality specifications or any certification requirements imposed upon companies in the Business or (ii) to the Knowledge of Sellers, has threatened to terminate such Significant Customer’s Contract or relationship with Sellers. During the six-month period immediately preceding the Execution Date, there has been no material increase in the dollar amount of customer claims relating to the quality of the products or services of the Sellers and International Subsidiaries as compared with the comparable period of the preceding calendar year.
Customers, Vendors and Suppliers. Section 4.17 of the Company Disclosure Schedule sets forth as of the date of this Agreement (i) the top 10 customers, advertisers, network partners and site partners of the Company (based upon the aggregate consideration paid to the Company for goods or services rendered since January 1, 2020) (collectively, the “Material Customers”), and (ii) the top 10 suppliers of the Company (based upon the aggregate consideration paid by the Company for goods or services rendered since January 1, 2020) (collectively, the “Material Suppliers”). To the knowledge of the Company as of the date of this Agreement, there is no present intent, and the Company has not received written notice that, any Material Customer or Material Supplier will discontinue or materially alter its relationship with the Company.
Customers, Vendors and Suppliers. Schedule 4.18 contains a true, correct and complete list of the names and addresses of the top ten (10) customers, and suppliers (measured by dollar volume of purchases or sales in each case) of the Business during the fiscal year ended December 31, 2009.
Customers, Vendors and Suppliers. Section 4.17 of the Company Disclosure Schedule sets forth (i) the top ten (10) customers of the Company for the 12-month period ended December 31, 2020 (based upon aggregate consideration paid to the Company for goods or services rendered since December 31, 2020) (collectively, the “Material Customers”), (ii) fleet managers of the Company that received payment from the Company or any Company Subsidiary in excess of $200,000 in the aggregate for the 12-month period ended December 31, 2020 (collectively, the “Material Fleet Managers”) and (ii) the top ten (10) suppliers of the Company for the 12-month period ended December 31, 2020 (based upon the aggregate consideration paid by the Company for goods or services rendered for the 12-month period ended December 31, 2020) (collectively, the “Material Suppliers”). To the knowledge of the Company as of the date of this Agreement, there is no present intent, and the Company has not received written notice that, any Material Customer, Material Fleet Manager or Material Supplier will discontinue or materially alter its relationship with the Company.
Customers, Vendors and Suppliers. Section 4.18 of the Company Disclosure Schedule sets forth, as of the date of this Agreement, (i) each contract or agreement between the Company or a Company Subsidiary and a customer of the Company or such Company Subsidiary (collectively, the “Customers”) and (ii) the top twenty (20) suppliers of the Company based on the aggregate consideration paid by the Company and the Company Subsidiaries for goods and services rendered by such supplier to the Company and the Company Subsidiaries during the trailing twelve (12)-month period ending June 30, 2023 (collectively, the “Material Suppliers”). None of the Customers or the Material Suppliers has notified the Company in writing, or to the knowledge of the Company, verbally that it will discontinue, materially alter or adversely modify its relationship with the Company, and Company Subsidiary or their respective businesses.
Customers, Vendors and Suppliers. Section 4.17 of the Company Disclosure Schedule sets forth as of the date of this Agreement (a) the top ten (10) customers of the Company as of December 31, 2020 (based upon aggregate consideration paid to the Company for goods or services rendered since January 1, 2020) (collectively, the “Material Customers”), (b) the top ten (10) suppliers of the Company as of December 31, 2020 (based upon the aggregate consideration paid by the Company for goods or services rendered since January 1, 2020) (collectively, the “Material Suppliers”) and (c) a list of any and all persons anticipated (based on the good faith determination of the Company’s management) to be among the top ten (10) customers of the Company (based upon the aggregate consideration anticipated to be paid to the Company for goods or services rendered during any of the calendar years of 2021, 2022 and 2023) in each of the sectors of mobile, consumer, solar, enterprise, electric vehicle and other (“Material Customer Prospects”). To the knowledge of the Company as of the date of this Agreement, there is no present intent, and the Company has not received written notice that, any Material Customer or Material Supplier will discontinue or materially alter its relationship with the Company.
